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8-K2026-05-06· deepseek-chat

ZSTK · ZeroStack Corp.

0001062993-26-002358

SEC filing

Summary

ZeroStack Corp. granted stock options to its CEO, CFO, and Executive Chairman, with vesting tied to VWAP targets and shareholder approval required.

Key takeaways

Full analysis

On May 5, 2026, the independent board members of ZeroStack Corp. granted significant stock option awards to three top executives: CEO Daniel Reis-Faria (500,000 options), CFO Dany Vaiman (250,000 options), and Executive Chairman Michael Heinrich (500,000 options). The options have an exercise price of $5.10 per share and a 10-year term. Vesting is performance-based, contingent on the company's volume-weighted average price (VWAP) reaching specified thresholds: 20% vests at $7.65, 20% at $10.20, 20% at $12.75, 20% at $15.30, and 20% at $17.85. Notably, the options are unexercisable until seven calendar days after the closing of a Share Exchange Agreement with Texas Blocker Corp. and are subject to forfeiture unless shareholders approve the grants at the annual and special meeting scheduled for July 13, 2026. These awards are not under the existing 2022 Incentive Compensation Plan, indicating a separate compensatory arrangement. The structure aligns executive incentives with stock price appreciation and the successful completion of the pending transaction, which is a key corporate event.